UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~February~~June 65, 2007

OPTICAL COMMUNICATION PRODUCTS, INC.

(Exact name of registrant as specified in its charter)

Delaware	000-31861	95-4344224
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

6101 Variel Avenue Woodland Hills, CA		91367
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code		(818) 251-7100

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ~~(see General Instruction A.2. below)~~:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 25.0201. ~~Results~~Changes Ofin ~~Operations~~Control ~~And~~of ~~Financial Condition~~Registrant

On ~~February~~June 65, 2007, ~~Optical~~Oplink ~~Communication Products~~Communications, Inc. (“~~Registrant~~Oplink”) ~~issued~~closed aits ~~press~~previously ~~release~~announced ~~announcing~~transaction ~~its~~with ~~financial~~The ~~results~~Furukawa ~~for~~Electric Co., Ltd. (“Furukawa”) to acquire Furukawa’s 58.1% ownership interest in the ~~first~~Company ~~quarter~~for $1.50 per share, payable in cash and stock of ~~fiscal~~Oplink. Total ~~year~~consideration paid by Oplink for Furukawa’s shares was $84,150,000 in cash and 857,258 shares of Oplink’s common stock. On April 22, 2007, ~~ended~~Oplink ~~December~~had 31entered into a Stock Purchase Agreement with Furukawa to purchase Furukawa’s 66,000,000 ~~2006~~shares of Class B common stock of the Company. In accordance with the Certificate of Incorporation of the Company, upon the closing of the transaction, the Class B shares automatically converted into 66,000,000 shares of Class A common stock of the Company. As a result, Oplink currently has a 58.1% voting interest in the Company. Separately, Oplink and the Special Committee of the Company’s Board of Directors have reached an agreement in principle whereby Oplink would acquire the remaining 41.9% of the Company’s common stock not owned by Oplink for $1.65 per share in cash. A copy of the joint press release issued by the Company and Oplink on June 6, 2007, concerning the foregoing transaction is ~~furnished~~filed herewith as Exhibit 99.1 and is incorporated ~~herein~~ by reference herein.

~~This information and Exhibit 99.1 are furnished pursuant to~~ Item 25.02. Departure of ~~Form~~Directors ~~8-K~~or ~~and~~Certain ~~shall~~Officers; ~~not~~Election ~~be deemed “filed” for purposes~~ of ~~Section~~Directors; 18Appointment of ~~the~~Certain ~~Securities~~Officers; ~~Exchange~~Compensatory ~~Act~~Arrangements of ~~1934,~~Certain ~~as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.~~Officers

In connection with the closing of the transaction described in Item 95.01 ~~Financial~~above, ~~Statements~~the following Furukawa designees resigned from the Company’s Board of Directors effective June 6, 2007: Yukimasa Shiga, Haruki Ogoshi and ~~Exhibits~~Arinobu Sato. Mr. Shiga served as a member of the Compensation Committee of the Board of Directors.

~~(d)~~Item ~~Exhibits~~8.01 Other Events

~~Exhibit~~On ~~99.1~~June ~~Press~~7, ~~Release~~2007, the Company received an action by written consent of the ~~Registrant~~majority ~~dated~~stockholder ~~February~~from 6Furukawa taken on June 5, 2007 ~~announcing~~revoking its ~~financial~~previous ~~results~~action ~~for~~by written consent taken on May 25, 2007 to amend the ~~first~~Company’s ~~quarter~~bylaws to expand the Company’s Board of ~~fiscal~~Directors ~~year~~to ~~2007~~twelve ~~ended~~and ~~December~~appoint ~~31,~~four ~~2006~~Furukawa nominees to the Board of Directors.

~~SIGNATURE~~Item 9.01 Financial Statements and Exhibits

~~Pursuant~~(d) ~~to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized~~Exhibits.

~~February~~Exhibit 6,99.1 ~~2007~~Joint ~~OPTICAL~~Press ~~COMMUNICATION~~Release ~~PRODUCTS~~of the Company and Oplink dated June 6, ~~INC.~~2007

~~a Delaware corporation~~SIGNATURE

~~By:~~Pursuant ~~/s/~~to ~~Frederic~~the T.requirements ~~Boyer~~of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

~~Frederic~~June T.11, ~~Boyer~~2007 OPTICAL COMMUNICATION PRODUCTS, INC.

~~Senior~~a ~~Vice~~Delaware ~~President and Chief Financial Officer~~corporation

By:

/s/ Frederic T. Boyer

Frederic T. Boyer

Senior Vice President, Chief Financial Officer and Secretary

Filing Compare · OPTICAL COMMUNICATION PRODUCTS INC